Approved June 19, 2013 at 1:30 pm, Wingpoint Golf Course, In a Unanimous Vote
NAME AND LOCATION
The name of the Association shall be the Intermountain Golf Course Superintendents Association. The Association may have such other offices as may from time to time be designated by its members or executive committee.
The principal office of the organization shall be the office of the executive or at such a location as shall be selected by the Board of Directors.
STATEMENT OF PURPOSE
The purposes of the IGCSA shall be to provide for and enhance the recognition of the golf course superintendent as a professional, and to collect and disseminate information on a state-wide basis to assist our members in providing for better maintenance and construction of our golf courses.
Section 1: Application for Membership:
Applicants for membership shall be approved by the Board of Directors. The Board of Directors shall be the sole judge of an applicant's qualifications for membership. The Board of Directors of the Association shall adopt Standing Rules for Membership, and shall have the authority to establish qualifications, privileges and dues for all classes of membership.
Section 2: Definition:
A golf course superintendent is one who is entrusted with the management and operation of the tract of land defined as a golf course, including involvement in construction and maintenance of golf courses and related equipment.
Section 3: Classification of Membership:
Class AA—Life Members: To qualify for Life Membership, one must have retired as a golf course superintendent or assistant golf course superintendent and have been a golf course superintendent or assistant golf course superintendent member of GCSAA for 25 years of which a minimum of 20 years has been as a golf course superintendent. A life Member shall have all the rights and privileges of the Association except that of holding office. Class AA-Life Members will pay no membership dues.
Class A—Golf Course Superintendent: To qualify for Class A membership, an applicant shall have, at the time of application for membership, at least three (3) years experience as a golf course superintendent, be employed in such capacity and comply with all additional qualifications adopted by the membership. Class A Members shall have all the privileges of the Association including voting and holding office.
Superintendent Member (SM): To qualify for Superintendent Member membership, an applicant shall, at the time of application, be employed as a golf course superintendent and does not meet the additional qualifications for Class A membership. Superintendent Members shall have all the privileges of the Association including voting and holding office.
Class C—Assistant Golf Course Superintendent: To qualify for Class C Membership, an applicant shall be, at the time of application for membership, an assistant to a golf course superintendent, and shall be presently employed in such capacity. Class C Members shall have all the privileges of the Association, except that of holding office.
Class E—Educators: To qualify for Class E Membership, an applicant must be an educator or extension officer. Class E Members shall have such privileges of the Association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.
Affiliate Member: To qualify for Affiliate Membership, an applicant must be an individual, business firm or governmental body in golf course and/or in the growing or production of fine turfgrass, either or through employment by, or other affiliation with a company, proprietorship or association, and who does not qualify for membership in another class. Affiliate members shall have such privileges of the Association, as the Board of Directors may specify by Standing Rules, except that of holding office. Affiliate members may vote for one (1) Affiliate Member each year to serve on the Board of Directors.
Honorary Member: To qualify for Honorary Membership the individual must be recognized annually by the Board of Directors for contributing in an outstanding manner to this Association or profession or related field. This membership shall continue in effect unless otherwise revoked by the Board of Directors. Honorary Members shall not be required to pay dues or assessments of the Association and shall have such privileges of the Association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.
Student Member: To qualify for Student Membership, an applicant must be a full-time turfgrass student enrolled in a formal course of education, or have completed his or her formal education less than one (1) year prior to the date of application for membership. Student Members shall have such privileges of the Association as the Board of Directors may specify by Standing Rules, except those of voting and holding office.
Retired Member: Any member reaching age fifty-five (55), who is retired and no longer seeking employment within the scope of activities of any membership class of the Association, may apply to the Board of Directors in writing for Retired Membership. A Retired Member shall have all the privileges of the Association afforded the member in his or her previous classification, with the exception of holding office.
Inactive Member: An inactive member is an individual who, by reason of unemployment, illness or other adverse circumstances, has been placed in this class upon his or her application. The Board of Directors shall have the authority to act on such application and to place a member on Inactive Status subject to terms and conditions as the Board of Directors may specify by Standing Rules.
DUES AND SUPPLEMENTAL ASSESSMENTS
Annual dues shall be such as determined by the Board of Directors. The membership year shall be April 1 through March 31 of the following year. Dues shall be delinquent after April 15, at which time the delinquent member may be suspended by the Board of Directors. Dues may be changed by a vote of the Board of Directors.
CONDUCT OF MEMBERS
Section 1: Prohibited Conduct:
The following conduct is prohibited for members of the Association:
(a) Violations of the Association Code of Ethics.
(b) Use of the Association affiliation for the purpose of promoting schemes, ideas or objects that are detrimental to the Association.
(c) Conduct unbecoming a member or inimical to the Association.
(d) Submitting false information on an application for membership or in a dues statement.
Conduct that is prohibited shall be cause for disciplinary action or expulsion from the membership in accordance with the procedure set forth in Section 2 of this Article.
Section 2: Procedure for Disciplining or Expelling a Member:
A member may be disciplined or expelled by (three-quarters) vote of the Board of Directors. Any member or applicant who is subject to the disciplinary action who has been rejected for membership shall have the right to notice and an opportunity to be heard concerning such rejection for membership. Upon written request from the aggrieved party, the Board of Directors shall provide within thirty (30) days a written explanation of their action and give notice of a hearing which hearing gives aggrieved party an opportunity to be heard with respect to the action taken. Notice is to be in writing, delivered by certified mail. No hearing shall be held unless the aggrieved party gives notice of his appeal to the Board of Directors' action within thirty (30) days of receipt of the written explanation of the Board's action taken.
Section 1: Voting Procedures:
Board of Directors shall have the power to establish standing rules governing voting procedures at Association meetings.
Section 2: Proxies:
Voting members may exercise their vote through the use of a proxy. Proxy may be exercised only by the person named in such proxy, who must be a voting member in good standing of the Association. Proxies may be exercised on votes on amendments to articles of incorporation, the bylaws, elections of officers and directors and any other such matters as the Board of Directors shall designate.
Section 3: Elections:
Officers and Board of Directors' Members whose such offices expire shall be elected annually at a time and place of the regular annual meeting who receive a majority of the votes so cast shall be elected.
OFFICERS AND BOARD OF DIRECTORS
The affairs of the Association shall be managed by a Board of Directors. It shall be their duty to carry out the objectives and purposes of the Association, and to this end they may exercise all powers of the Association.
Section 2: Qualifications:
Only members of the Association actively employed as Golf Course Superintendents or Assistant Superintendents shall be eligible for election as Board of Directors. Three-quarters of the Board of Directors must be members of GCSAA. Associates, affiliates or other commercial liaisons may be appointed to the Board of Directors but may not hold any office in the Association and may not vote on matters involving the operation of the Chapter.
Section 3: Duties and Powers of the Board of Directors:
(a) Board of Directors shall have the general charge and management of the affairs of the Association and/or a quorum necessary for the transaction of business shall not be less than a majority of said Board of Directors excluding such board members who are not voting members of the Association.
(b) Board of Directors shall at the annual meeting make a full report of its actions during the preceding fiscal year and pursuant to reconciliation thereof to the membership at such annual meeting. Copies of such reports shall be available to all active members at said annual meeting and a copy thereof of the annual report describing the actions of the Association during the preceding fiscal year and a summary of the annual chapter financial statement shall also be provided to GCSAA.
(c) To adopt rules and regulations governing the conduct of the Association management.
(d) To chair and serve on committees as assigned by the President.
(e) To carry out other duties as commonly vested in members of the Board of Directors of an Association.
Section 4: Officers:
There shall be an annual election where the following named officers shall serve on the Board of Directors: President, Vice President and Secretary/Treasurer, who shall hold the office for such period as designated by the Board of Directors. Only such active members of the Association who are members of the GCSAA and are either class A or SM members of GCSAA are eligible to serve as officers of the Association.
Section 5: Duties of the President:
(a) Preside over all Board of Directors and annual meetings.
(b) To appoint all committees.
(c) To hire, fire and set wages for employees, Board approval.
(d) To see that records and books of the Association are properly kept.
(e) To serve as ex-officio member of all committees.
(f) To carry out the business of the Association with approval of the Board of Directors.
(g) To have signatory authority on all affairs of the Association.
(h) To carry out all other duties commonly vested in the office of President of the Association.
Section 6: Duties of the Vice President:
(a) To carry out all the duties of the president in his absence. In doing so, he shall have all the authority and power of the office of president.
(b) To have the signatory authority in all affairs of the Association.
(c) To carry out the duties commonly vested in the office of vice president.
Section 7: Duties of the Secretary/Treasurer:
(a) To have and care, custody of all records of the Association, and to see to it the books, reports, statements, certificates and all other documents and records required by law are properly kept and filed.
(b) To have recorded, the minutes of all Board of Directors and annual meetings, and shall keep a permanent record of all meetings.
(c) To give notice of all meetings as required by the bylaws.
(d) To have the care, custody and responsibility of the Association funds and securities and to make timely reports of such funds as required by the Board of Directors.
(e) To be responsible for all legal affairs of the Association and to make and file any reports and documents as required by law.
(f) To have signatory authority for all affairs of the Association.
(g) To carry out all other duties commonly vested in the office of Secretary/Treasurer.
Section 8: Vacancies:
Vacancies occurring in any office or in the Board of Directors of the Association shall be filled by appointment by the president with approval of the Board of Directors for the unexpired term.
Standing and special committees may be established by the president of the Association with the consent of the Board of Directors at any time with specified authority and responsibilities as directed by the Board of Directors. Nothing herein contained shall be construed to prohibit the appointment of other committees by the president with the approval of the Board of Directors for the advancement of the Association.
Section 1: Board of Directors:
The Board of Directors shall meet at such intervals at such times as determined by the Association, but at least twice a year at a time and location suitable to a majority of the board members of the Association. The secretary shall give notice at least seven (7) days, written or printed notice of the time and place of such meeting. Special meetings of the Board of Directors may be called from time to time by the president or other such member of the board upon request. The members may execute a waiver of notice thereby waiving any formal written notification requirement of such special meetings. A majority of the Board of Directors shall constitute a quorum for the transaction of business at any meeting of the Board of Directors.
Section 2: Annual Meeting of the Association:
The annual meeting of the Association shall be held during the month of October each year unless otherwise ordered by the Board of Directors for election of officers, receiving reports and the transaction of other business. Notice of such meetings shall be open to all members. Notice of such meetings shall be issued by the secretary and shall be mailed to the last recorded address of each member at least thirty (30) days for the time appointed for the meeting. In addition to the annual meeting, at least three other meetings of the membership shall be held at a location and time specified by the Board of Directors.
To be considered a quorum, twenty five percent (25%) of voting members must be physically present at the annual meeting to constitute a quorum.
All meetings of the Association shall be conducted in accordance with the latest addition of Roberts Rules of Order, or such parliamentary authority as designated by the president.
The Association shall indemnify any and all persons who may serve or have served at any time as officers or directors, and their respective heirs, paid administrators, successors and assigns, against any and all expenses, including amounts paid upon judgments, counsel fees and amounts paid in settlement (before or after suit is commenced), actually necessarily incurred by such person in connection with the defense or settlement of any claim, action, suit or proceeding in which they, or any of them are made parties, or a party of which may be asserted again them or any of them, by reason of being, or having been, an officer or director of this Association, except in relation to matters as to which any such officer or director or former officer or director shall be adjudged in any action, suit or proceeding to be liable for those acts and omissions arising out of his or her willful misfeasance. Such indemnification shall be in addition to any and all other rights to which those indemnified may be entitled including such immunities under any law, bylaw agreement or otherwise.
In the event of dissolution of the Association, after all liabilities and responsibilities have been met, its assets shall be distributed in accordance with the law of the state for which the Association is to be dissolved. The decision for distribution shall be made by the Board of Directors.
These bylaws may be amended at any meeting of the members, provided the proposed amendments are written and such notice of such meeting shall be submitted to such members sixty (60) days in advance of the meeting in writing requiring a majority vote of all members present and voting. Before any amendments to the bylaws are formally presented to the Association for consideration, the proposed amendments must be submitted to GCSAA, at the request that the proposed amendments to the bylaws be reviewed for conformity.
ASSOCIATION CONTRACTS AND INSTRUMENTS
Execution of all bills, notes, contracts, checks, drafts, deeds of trust, mortgages and other instruments pertaining to the Association shall be made in the name of the Association and shall be executed as authorized by the Board of Directors and bylaws. Except as otherwise provided in the bylaws, any agent or officer of the Association may be authorized to bind, execute or deliver any obligation which is in the name of the Association on behalf of the Association, only if the authorization is made by duly enacted resolution of the Board of Directors and entered into the minute book of the Association. Unless so authorized, no agent or officer shall have the authority to so bind or represent the Association.